Dan Weng
About Dan Weng
Dr. Dan Weng, age 63, was appointed as a Class II director of Gyre Therapeutics effective August 18, 2025. He is President and Chief Executive Officer of Medelis, Inc. (since April 2018), and previously served as Chairman, President and CEO of EPS International Holding Co. (2013–2017). He holds an M.D. from Tongji Medical University and an M.A. in Health Planning, Policy and Management from the University of Leeds; earlier he held research roles at Harvard Medical School, Massachusetts General Hospital, and the University of California .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Medelis, Inc. (specialty oncology CRO) | President & Chief Executive Officer | Apr 2018–present | Leads global oncology trials operations |
| EPS International Holding Co. (subsidiary of EPS Holdings, global CRO) | Chairman, President & CEO | Oct 2013–Jun 2017 | Oversaw significant growth via organic/M&A; strategy and IR |
| Medpace, Inc. | Vice President of Rest-of-World | Prior to 2013 (dates not specified) | Executive leadership in international CRO operations |
| ICON plc | President of Rest-of-World | Prior to 2013 (dates not specified) | Global clinical operations leadership |
| PharmaNet Development Group | Senior Director, Far East | Prior to 2013 (dates not specified) | Regional CRO leadership |
| Quintiles Translational Corp. | Chief Representative, China | Prior to 2013 (dates not specified) | China market leadership |
| Harvard Medical School; Massachusetts General Hospital; University of California | Research positions | Historical | Academic research appointments |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Public company boards | — | — | None disclosed in appointment filing/press release |
Board Governance
- Appointment and class: Appointed to Gyre’s Board as a Class II director effective August 18, 2025 .
- Committee assignments: Not disclosed at time of appointment; Dr. Weng will receive standard indemnification and compensation under Gyre’s non-employee director policy .
- Independence status: The Board determines independence under Nasdaq rules; as of April 21, 2025 the proxy lists independent directors (Carmichael, Epstein, Parry, Nussbaum) but predates Weng’s appointment, so no independence determination is disclosed for Weng yet .
- Attendance: Directors in 2024 attended ≥75% of Board/committee meetings; Weng was not on the Board during 2024 .
- Controlled company context: Gyre is a “controlled company” under Nasdaq because GNI Group controls a majority of voting power, and relies on certain exemptions (Board not majority independent; nominees not solely by independents). Audit and Compensation Committees are fully independent; Compensation Committee does not rely on the controlled-company exemption .
Board committee structure (context as of year-end 2024):
| Committee | Chair | Members |
|---|---|---|
| Audit | Rodney Nussbaum | Renate Parry, Ph.D.; David M. Epstein, Ph.D. |
| Compensation | Renate Parry, Ph.D. | Gordon Carmichael, Ph.D.; David M. Epstein, Ph.D. |
| Nominating & Corporate Governance | Thomas Eastling | Gordon Carmichael, Ph.D.; Ping Zhang |
Fixed Compensation
Director compensation program (policy in effect at time of appointment):
| Component | Amount | Notes |
|---|---|---|
| Board Annual Retainer – Chair | $75,000 | Cash |
| Board Annual Retainer – Non-Chair Member | $40,000 | Cash |
| Audit Committee – Chair | $18,000 | Cash |
| Audit Committee – Member | $9,000 | Cash |
| Compensation Committee – Chair | $14,000 | Cash |
| Compensation Committee – Member | $7,000 | Cash |
| Nominating Committee – Chair | $10,000 | Cash |
| Nominating Committee – Member | $5,000 | Cash |
Expected entitlement for Weng per policy (actual assignments TBD):
- Cash retainer: $40,000 annually as a non-chair director ; Weng will be paid under the non-employee director policy per the appointment 8-K .
- Committee fees: TBD based on committee assignments (not disclosed) .
Performance Compensation
Equity awards under director program:
| Equity Type | Grant | Vesting | Notes |
|---|---|---|---|
| Initial stock option grant | 52,000 options | Equal monthly installments over 3 years | Granted to non-employee directors upon joining the Board |
| Annual stock option grant | 26,000 options | Equal monthly installments over 1 year | Granted to non-employee directors serving at Annual Meeting |
- Weng will receive compensation under the non-employee director policy (which includes stock options as described above); specific grant dates/strike prices for his appointment were not disclosed in the 8-K/press release .
- No director RSUs/PSUs or performance metric-linked director equity are disclosed in the policy; director equity consists of stock options with time-based vesting .
- Clawback policy applies to incentive-based compensation for covered executives under Nasdaq Rule 10D-1; no director-specific clawback provisions disclosed beyond the general policy .
Other Directorships & Interlocks
| Company/Entity | Relationship | Potential Interlock/Conflict | Disclosure |
|---|---|---|---|
| GNI Group Ltd. (parent) | Identified Weng to Nominating Committee; supports appointment | Parent influence on nomination is a governance signal; independence assessment remains important | Appointment 8-K notes identification by parent; no related-party transactions under Item 404(a) |
| CRO roles (Medelis, EPS; prior roles at Medpace/ICON/PharmaNet/Quintiles) | Executive roles (current/past) | Potential vendor relationships to monitor; no transactions requiring Item 404(a) disclosure | No Item 404(a) transactions; none disclosed |
Expertise & Qualifications
- Nearly four decades of global clinical trials management across CROs; experience in corporate strategy, M&A, and investor relations .
- Academic research experience at Harvard Medical School, Massachusetts General Hospital, and University of California .
- Education: M.D. (Tongji Medical University); M.A. in Health Planning, Policy and Management (University of Leeds) .
- Brings regulatory and multinational operational expertise aligned with Gyre’s fibrosis-focused biopharma strategy .
Equity Ownership
- Beneficial ownership: As of March 12, 2025, the proxy table lists directors/officers and ≥5% holders; Weng was appointed after proxy record date and is not listed. No Form 3/4 holdings are disclosed in the appointment 8-K/press release .
- Pledging/hedging: Company insider trading policy prohibits hedging and short-term trading by directors .
Governance Assessment
- Independence and conflicts: The appointment filing states no family relationships and no transactions requiring Item 404(a) disclosure; however, nomination by the controlling parent (GNI) warrants continued monitoring of independence and potential influence. Independence determination for Weng has not yet been disclosed in Board materials .
- Board structure and controlled company status: Gyre relies on Nasdaq controlled company exemptions (Board not majority independent; nominations not solely by independents), raising governance scrutiny. Positive offset: Audit and Compensation Committees are fully independent; Aon/Radford engaged for compensation advice in 2024 .
- Director pay mix and alignment: Director compensation emphasizes stock options with multi-year time-based vesting (initial 52,000; annual 26,000), which promotes equity alignment but lacks explicit performance metrics (no RSUs/PSUs) . Monitoring is warranted for any repricings or modifications of options; none disclosed.
- Attendance/engagement: 2024 attendance was ≥75% for all directors; Weng joined in 2025. Future proxies should be reviewed for his attendance and committee participation .
- RED FLAGS to monitor:
- Parent-identified nominee within a controlled company context (potential influence channel) .
- Any future related-party transactions involving CRO services or entities linked to Weng; none disclosed at appointment .
- Equity award repricings or unusual director compensation changes; none disclosed in current policy .
- Beneficial ownership alignment (await Form 3/4 post-appointment); not disclosed as of the 2025 proxy cutoff .
Net takeaway: Weng’s CRO and regulatory background can strengthen board effectiveness in clinical and commercialization oversight. Governance confidence hinges on clear independence designation, transparent committee assignment, and continued absence of related-party transactions given controlled company dynamics .